Those of us who loved the Ninja Turtles brawler games back in the late '80s and early '90s probably never thought the franchise would get a gritty reboot. But with modernized gameplay, a plot in the style of Nickelodeon's new CGI TMNT cartoon, and realistic graphics, Red Fly Studio has provided just that in TMNT: Out of the Shadows.

This is a game with its share of flaws, in particular a shocking lack of technical polish and a short campaign. But it's also a lot of fun, and it includes bonus modes that can extend playtime, so it’s not a terrible buy at $15.

Many players will start the game expecting a side-scrolling beat 'em up in the vein of the classics. Instead, the campaign takes its cues from the Batman: Arkham games, with an over-the-shoulder camera, combat that judiciously balances button mashing with careful countering, and an RPG progression system that allows you to customize your turtles' abilities. The story is that April has been kidnapped, and you need to fight the usual suspects (Shredder, etc.) to get her back.

Combat never feels quite as natural here as it does in the Batman games--the controls are just slightly clunky, especially when it comes to countering and performing special moves. But fighting is a compelling experience nonetheless, and it increases in difficulty until it becomes rather hard, especially during boss battles.

There's a helpful color code when it comes to enemies who attack you: They flash white for normal moves (which you can counter easily), yellow for combos (which require you to respond to multiple moves), green for special moves (which can't be countered until your turtle has been upgraded), and red for moves that can't be countered. As you level up, you can unlock a huge number of ways to approach fights, including combos, special moves, weapon upgrades, and even team attacks.

The four turtles always fight together, whether you're playing alone or with co-op partners, and you can switch between them at will. The AI is decent, though if you upgrade your favorite character at the expense of the others, you'll notice the weaker turtles dying fairly often. You can revive them using a power-up, and they automatically revive in between sets of enemies.

Each turtle has his own feel to go with his weapons and personality. Leonardo is the best, as always--sorry, but that’s just a fact--because his sword gives him decent range without slowing him down. Michelangelo is quick, Raphael is brutally powerful, and Donatello's staff gives him nice range.

The multiplayer options here are decent, but they can sometimes be frustrating. In the campaign, local co-op is available for up to two players on the XBLA version, but because of the over-the-shoulder view, the screen has to be split. Online co-op is the better option, with support for four players on both XBLA and PC, though it's limited to a single player on each machine.

The developers did manage to break up the combat, but only to a limited degree. There's a hacking mini-game that can be surprisingly challenging as well as the occasional chase sequence or opportunity to take enemies out through stealth. For the most part, though, you'll be beating up bad guys, which is what this game does best.